Datuk Sheah Kok Fah, the second largest shareholder of PRG Holdings Bhd
10 June 2026, 3:30pm
KUALA LUMPUR: Datuk Sheah Kok Fah, the second largest shareholder of PRG Holdings Bhd with an 8.14% stake, has proposed for an ordinary resolution of an independent review of transactions between PRG’s subsidiary, Premier Construction (International) Sdn Bhd (PCI), and Premier De Muara Sdn Bhd (PDM) during the upcoming AGM on June 25.
Citing the need to restore confidence in PRG’s governance and stewardship, Sheah said that this independent review is about ensuring that PRG is governed to the standards expected of a public listed company.
Issues of governance have been brewing within PRG for the last two months now.
It first cropped up when PRG made a Bursa announcement on a proposed debt settlement transaction on 23 April 2026.
That transaction involved the settlement of approximately RM37.17 million owed by PDM to PCI through the transfer of 12 condominium units valued at RM13.73 million.
There was a remaining balance of RM23.44 million with no clearly disclosed recovery mechanism.
In that announcement on 23 April 2026, PRG expressly declared that none of its directors or shareholders had any interest, directly or indirectly, in the proposed settlement.
However subsequent investigations revealed that the counterparty PDM was effectively controlled by parties closely connected to PRG's major shareholders.
Hence this was clearly a related party transaction, although PRG said none of its directors or shareholders held any interest in that settlement.
PRG subsequently made an about turn, and announced on 19 May 2026 that the transaction was in fact a related party transaction.
In a statement, Sheah said that over and above the current issue of an RPT, there are larger concerns affecting PRG as a whole.
He said that the more fundamental issue is whether the economic benefits arising from the relevant construction project accrue principally to PDM while the corresponding financial burden, funding costs, credit risks, impairment losses and recovery risks were borne by PCI, PRG and ultimately its minority shareholders?
“Were PCI and PRG effectively functioning as a financing bridge and risk absorber for the benefit of the project and related parties?” questions Sheah.
Sheah says that ultimately, shareholders are entitled to know whether:
PDM received the benefit of the project, while PCI, PRG and the minority shareholders carried the risks, financial burden and economic consequences of this project.
Sheah’s Second Attempt at Blowing the Whistle on PRG
This isn’t Sheah’s first attempt at blowing the whistle on PRG’s transgressions.
On May 28, 2026, Sheah first issued a notice to remove PRG’s group managing director Andrew Chan Lim-Fai on concerns of governance, accountability and market disclosure.
The board of PRG however rejected that notice on grounds that it did not follow proper legal requirements.
Chan, 47, is the son-in-law of PRG’s largest shareholder, Datuk Ng Yan Cheng (NYC), who owns a 16.82% stake, or 82.47 million shares, in PRG.
“I wish to challenge directly any claim that Andrew Chan did not know PDM belongs to his father-in-law, NYC, and that he therefore had no knowledge of a RPT requiring disclosure,” said Sheah.
As a person connected to NYC, Sheah said that Andrew had a connected interest in PDM — the paying party in the settlement — while simultaneously serving as a director of PCI — the receiving party.
He sat, knowingly, on both sides of this transaction.
Sheah is hopeful that an independent review into the transactions involving PDM and PCI will take place.
“I wish to reiterate that this initiative is ultimately about the future governance, credibility and integrity of PRG,” said Sheah.
Web Edited by YAN PHENG LIANG
yanphengliang@suketv.com